Welcome to our dedicated page for Tharimmune SEC filings (Ticker: THAR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Tharimmune, Inc. (NASDAQ: THAR) SEC filings page on Stock Titan aggregates the company’s official disclosures filed with the U.S. Securities and Exchange Commission, including its Current Reports on Form 8-K, proxy materials, and other registration documents. These filings provide primary-source detail on Tharimmune’s clinical-stage biotechnology programs and its Canton Coin-focused digital asset treasury strategy.
Recent Form 8-K filings describe material definitive agreements such as securities purchase agreements for private placements involving common stock and pre-funded warrants, as well as an at-the-market sales agreement for common stock. They also outline the structure and intended use of proceeds from offerings designed to support both Tharimmune’s historical biotech operations and the establishment of a Canton Coin treasury and related Canton Network participation.
Other 8-Ks and proxy materials detail corporate governance and compensation matters, including amendments to the certificate of incorporation to increase authorized common stock, changes to the omnibus equity incentive plan, and the appointment of key executives such as the Chief Executive Officer, President, and Chief Financial Officer. These documents specify employment agreement terms, severance provisions, and equity award structures for senior leadership associated with the company’s biotechnology and digital asset initiatives.
Investors can also use this page to access risk factor discussions related to Tharimmune’s Canton Coin strategy, as described in its filings, including risks tied to digital asset volatility, regulatory uncertainty, and liquidity considerations. Proxy statements provide additional context on share authorization proposals and future offering authorizations under Nasdaq rules.
Stock Titan enhances these filings with AI-powered summaries that highlight key terms, capital structure changes, and leadership updates, helping readers quickly interpret complex legal and financial language. From here, you can review Tharimmune’s 8-Ks, registration statements, and proxy materials, and use the platform’s tools to track insider-related disclosures and ongoing financing arrangements as they appear in the EDGAR feed.
ARK Investment Management LLC and Catherine D. Wood report beneficial ownership of 3,252,033 shares of Tharimmune, Inc. common stock, representing 8.92% of the class as of 12/31/2025.
ARK has sole power to vote and dispose of these 3,252,033 shares. Catherine Wood is reported with shared voting and dispositive power over the same shares. The securities are stated to be acquired and held in the ordinary course of business, not for changing or influencing control of Tharimmune.
Tharimmune, Inc. (THAR) received a Schedule 13G reporting significant share ownership by LCV-affiliated investment entities and individuals. The reporting group discloses beneficial ownership of up to 9.99% of Tharimmune’s common stock for each reporting person, based on 36,444,785 shares outstanding as stated in a December 24, 2025 proxy statement.
The group collectively holds 16,500,504 warrants exercisable into 16,500,504 shares of common stock at an exercise price of $0.0001 per share. These warrants are subject to a 9.99% beneficial ownership blocker, which prevents any holder from exercising warrants to the extent it would push their ownership above 9.99% of the company’s outstanding shares after exercise. The filers certify that the securities were not acquired to change or influence control of Tharimmune.
Tharimmune, Inc. held a virtual special meeting of stockholders on January 30, 2026, with 20,076,887 shares, or approximately 55.08% of eligible common stock, represented to constitute a quorum. Stockholders elected two new directors, Jill E. Sommers and William Wiley, both receiving strong majority support.
Stockholders approved the issuance of common shares underlying Strategic Advisor Warrants, Cryptocurrency Pre-Funded Warrants issued for Canton Coin consideration in a private placement, and Advisor RSUs and related common shares issued to the placement agent. They also approved an amendment to the 2023 Omnibus Equity Incentive Plan to increase available shares by 7,000,000, and authorized potential adjournments of the meeting if needed. The company later issued a press release announcing the new director elections.
Tharimmune, Inc. filed a current report to highlight a corporate update. On January 26, 2026, the company issued a press release announcing its role as a Super Validator on the Canton network, signaling an operational development related to that blockchain platform. The press release is provided as Exhibit 99.1 to this report and is incorporated by reference, giving readers access to more detail on Tharimmune’s new role.
Tharimmune, Inc. entered an underwriting agreement with Clear Street LLC for an underwritten registered offering to a single institutional investor. The deal covers 1,800,000 shares of common stock at $2.92 per share and pre-funded warrants to purchase up to 17,000,000 shares, priced just below the common share price. The underwriter will buy at discounted prices, and gross proceeds to Tharimmune are expected to be approximately $55 million before fees and expenses.
The company plans to use the cash primarily to expand and develop its Canton-centric digital asset treasury strategy and for general working capital. Tharimmune also updates investors on its at-the-market program, noting it can sell up to $64,910,161 of common stock and has received $7,147,829 in gross proceeds as of January 16, 2026. A related press release announced the closing of the offering.
BlackRock, Inc. filed an amended Schedule 13G to report its beneficial ownership in Tharimmune Inc. common stock. BlackRock reports beneficial ownership of 765,829 Tharimmune common shares, representing 2.2% of the outstanding common stock as of the event date 12/31/2025. All of these shares are reported with sole voting and sole dispositive power, with no shared voting or dispositive power.
BlackRock states that various persons have the right to receive dividends or sale proceeds from these shares, but no single person has an interest in more than five percent of Tharimmune’s total outstanding common shares. The filing is made on a passive basis, with BlackRock certifying that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Tharimmune Inc.
Tharimmune, Inc. filed a current report describing a recent capital markets development. The company announced that it issued a press release on January 20, 2026, detailing the pricing of a registered offering of its securities. The press release is included as an exhibit to the report and is incorporated by reference, indicating that key terms of the offering are set out in that accompanying document.
Tharimmune, Inc. is conducting a primary offering of 1,800,000 shares of common stock and Pre-Funded Warrants to purchase up to 17,000,000 shares of common stock at $2.92 per share (or $2.9199 per Pre-Funded Warrant), for total gross proceeds of $54,894,300 and estimated net proceeds of about $52.7 million after fees.
The Pre-Funded Warrants are immediately exercisable at $0.0001 per share, do not expire, and are subject to beneficial ownership caps generally starting at 4.99%. Tharimmune plans to use the funds mainly to expand and develop its Canton-centric digital asset treasury strategy and for general corporate purposes. Assuming full exercise of the Pre-Funded Warrants, common shares outstanding would rise from 37,729,847 to 56,529,847, and new investors face estimated immediate dilution of $0.66 per share.
Tharimmune, Inc. has called a virtual special stockholder meeting for January 30, 2026 to vote on board changes and significant equity-related actions. Stockholders will elect two new directors, regulatory veteran Jill Sommers and capital markets executive William Wiley, replacing James Gordon Liddy upon approval. The record date is December 3, 2025, when 36,444,785 common shares were outstanding and entitled to vote.
Investors are asked to approve issuances tied to several prior financings and advisory arrangements. These include shares issuable on exercise of Strategic Advisor Warrants equal to 5.0% of fully diluted common stock at a nominal exercise price, Cryptocurrency Pre-Funded Warrants received for Canton Coin cryptocurrency, and Advisor RSUs and related shares for the placement agent. The meeting will also consider adding 7,000,000 shares to the 2023 Omnibus Equity Incentive Plan and authorizing potential adjournments if support is initially insufficient.